The Pledge of Shares Agreement is a critical security document used in Canadian financing and corporate transactions where shares are provided as collateral for obligations. It is commonly used in loan transactions, corporate reorganizations, and investment structures where a lender or other party requires security over shares. The agreement must comply with Canadian federal and provincial legislation, including the Personal Property Security Act, Securities Transfer Act, and relevant corporate statutes. A properly structured Pledge of Shares Agreement ensures the secured party obtains an enforceable security interest while protecting the pledgor's residual rights in the shares. The document typically includes detailed provisions regarding share certificates, registration requirements, voting rights, dividends, and enforcement mechanisms, and must be tailored to address specific provincial law requirements where the pledgor or corporation is located.
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1. Parties: Identification of the Pledgor (shareholder) and Pledgee (secured party)
2. Background: Context of the pledge, including reference to any underlying obligations or agreements
3. Definitions: Key terms including Pledged Shares, Security Interest, Events of Default, and other relevant definitions
4. Pledge and Security Interest: Core provision creating the pledge and security interest in the shares
5. Representations and Warranties: Pledgor's declarations regarding ownership, authority, and absence of encumbrances on shares
6. Delivery and Registration: Requirements for delivery of share certificates, registration of transfer restrictions, and PPSA registration
7. Voting Rights: Provisions governing exercise of voting rights before and after default
8. Dividends and Distributions: Treatment of dividends and other distributions on pledged shares
9. Covenants: Ongoing obligations of the Pledgor regarding the pledged shares
10. Events of Default: Circumstances constituting default under the agreement
11. Enforcement Rights: Pledgee's rights and remedies upon default
12. Notices: Requirements for giving notices under the agreement
13. General Provisions: Standard boilerplate including governing law, amendments, assignment
1. Additional Security: Used when pledge includes additional collateral beyond shares
2. Pledgor Support: Include when Pledgor must take specific actions to support share transfer or registration
3. Regulatory Compliance: Required for public company shares or when specific regulatory requirements apply
4. Third Party Rights: Include when other shareholders have rights affecting the pledge
5. Inter-creditor Provisions: Used when multiple secured parties have interests in the shares
6. Power of Attorney: Optional provision granting Pledgee power to execute transfers or other documents
7. Tax Provisions: Include when specific tax considerations affect the pledge arrangement
1. Schedule A - Description of Pledged Shares: Detailed description of pledged shares including certificate numbers and class
2. Schedule B - Form of Stock Power: Form of stock transfer power to be executed by Pledgor
3. Schedule C - Corporate Documents: Copies of relevant corporate resolutions and consents
4. Schedule D - Existing Liens: List of permitted existing liens or encumbrances on shares
5. Appendix 1 - Notice of Pledge: Form of notice to be provided to the corporation whose shares are pledged
6. Appendix 2 - PPSA Financing Statement: Copy of PPSA financing statement to be registered
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Manufacturing
Real Estate
Energy & Resources
Healthcare
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Relevant Teams
Legal
Finance
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Corporate Secretariat
Compliance
Risk Management
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Securities Administration
Transaction Management
Relevant Roles
Corporate Lawyer
Finance Director
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Private Equity Associate
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